Marketing Website Work Template

MARKETING WEBSITE WORK TEMPLATE

Parties and Effective Date

Client Name:

Agency/Creator Name:

Effective Date:

Recitals

WHEREAS, Client desires to retain Agency to perform website design, build, content, optimization, and related marketing services as set forth in this Agreement, and Agency represents that it has the qualifications, experience and ability to perform such services under the terms and conditions herein.

Scope of Work

Campaign / Project Name:

Website pages & landing pages   Blog posts   E-commerce product pages   SEO optimization   UI/UX design

Deliverables, Formats & Deadlines

Format:    Quantity:    Deadline:

Format:    Quantity:    Deadline:

Compensation & Payment

Due Date:    Amount:

Due Date:    Amount:

Late Payment: Invoices unpaid more than days after invoice are subject to a late fee of per month.

Expenses, Materials & Change Orders

Reasonable third-party expenses (stock assets, hosting, paid plugins, third-party integrations) shall be reimbursed by Client upon prior written approval when estimated to exceed .

Intellectual Property & Usage Rights

Ownership: Upon full payment, Agency assigns to Client all right, title and interest in the final deliverables created specifically for Client under this Agreement, except for pre-existing Agency materials and third-party components subject to separate license, which remain the property of Agency or the third party.

License Back: Agency retains a non-exclusive, non-transferable portfolio right to display non-confidential deliverables for promotional purposes.

License Grant for Client: Client is granted a worldwide, perpetual, transferable license to use, reproduce, modify and publish the final deliverables for Client's business purposes, subject to payment in full and any third-party license restrictions.

Confidentiality

Each party shall maintain in confidence all confidential information disclosed by the other party and shall not use or disclose such information except as necessary to perform its obligations under this Agreement. Confidentiality obligations survive termination for a period of two (2) years.

FTC Disclosure & Compliance

Agency represents and warrants that all endorsements, testimonials, sponsored content, and promotional messages created for Client will comply with applicable advertising and disclosure laws, including clear and conspicuous disclosure of any material connection between Client and Agency or any influencers engaged for the campaign. Agency shall obtain any necessary consents and ensure required disclosures appear in each placement.

Acknowledgment: Agency acknowledges responsibility for compliance with disclosure requirements for paid/promotional placements.

Exclusivity

Exclusivity: Client requires exclusivity for the specified product category during the Term. If selected, exclusivity period (months):

Term, Termination & Kill Fee

Term: This Agreement commences on the Effective Date and continues until completion of the Services unless earlier terminated in accordance with this Section.

Termination: Either party may terminate for convenience upon days' prior written notice. For material breach, the non-breaching party may terminate if the breach is not cured within days after written notice.

Kill Fee: If Client terminates for convenience after Agency has commenced work, Client will pay a kill fee equal to reasonable fees and documented out-of-pocket expenses incurred to date, estimated as unless otherwise agreed in writing.

Acceptance, Revisions & Warranty

Acceptance: Client will review deliverables within calendar days and provide written acceptance or a consolidated list of revision requests. Agency will perform up to rounds of revisions included in the Fee. Additional revisions shall be billed at Agency's hourly rate.

Warranty: Agency warrants that deliverables will materially conform to agreed specifications for a period of days after acceptance. This warranty does not cover third-party components or changes made by Client.

Indemnification & Liability

Indemnification: Each party agrees to indemnify and hold harmless the other party from and against any third-party claims arising from the indemnifying party's breach of this Agreement, gross negligence, or willful misconduct. The indemnified party will provide prompt written notice of any claim and cooperate in the defense.

Limitation of Liability: Except for liability arising from gross negligence, willful misconduct, or a party's breach of its confidentiality obligations, neither party's total aggregate liability shall exceed the total Fees actually paid by Client to Agency under this Agreement.

Governing Law & Dispute Resolution

Governing Law: This Agreement shall be governed by the laws of the State of without regard to conflict of law principles.

Dispute Resolution: The parties agree to attempt in good faith to resolve disputes by negotiation. If negotiations fail, disputes will be subject to binding arbitration in accordance with the rules chosen by the parties at that time.

Notices

Miscellaneous

Assignment: Neither party may assign this Agreement without the prior written consent of the other, except that Client may assign to a successor in connection with a merger or sale of substantially all assets.

Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements relating to its subject matter. Amendments must be in writing signed by both parties.

Signatures

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